A company will cease to exist when it has entirely completed the process of irrevocably dissolving. FinCEN defers to the laws of the jurisdiction where the company was created or registered regarding the dissolution status of a company.
Although State or Tribal law may vary , some examples of a completed dissolution process include:
- Filing dissolution paperwork with the jurisdiction of creation or registration;
- Receiving written confirmation of the dissolution;
- Paying related taxes or fees;
- Ceasing to conduct any business, and
- Winding up all affairs (i.e. fully liquidating the company and closing all bank accounts).
Companies which are administratively dissolved or suspended generally do not cease to exist as a legal entity unless the dissolution or suspension becomes permanent.
Related articles: Is a company required to report its beneficial ownership information if it ceased to exist before January 1, 2024? Does a company that ceased to exist have to submit an initial BOI report?
Is a company required to file an updated BOI report upon dissolution? Are there post-dissolution BOI reporting requirements?